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04 Apr 2013


Sales of Properties to Related Parties

INTRODUCTION
Tambun Indah Land Berhad ("Tambun Indah") wishes to inform on the Sale and Purchase Agreement(s) ("SPA") in respect of related party transaction(s) ("RPT") as set out below entered by Premcourt Development Sdn. Bhd. (“Premcourt”), a wholly-owned subsidiary Tambun Indah in its ordinary course of business.

DETAIL OF TRANSACTIONS
Related Party Nature of Relationship Description of RPT
Selling Price
Teh Kiak Seng Teh Kiak Seng is the Managing Director and Substantial Shareholder of Tambun Indah SPA dated 28.11.2012 for the sale of one unit of Straits Garden Condominium
RM709,590
(after 7% standard discount to employee)
Teh Theng Theng & Seto Boon Kheang Teh Theng Theng is the Executive Director of Tambun Indah

Seto Boon Kheang is the spouse of Teh Theng Theng

Teh Theng Theng and Teh Kiak Seng are siblings
SPA dated 28.11.2012 for the sale of one unit of Straits Garden Condominium
RM690,990
(after 7% standard discount to employee)
Teh Peng Peng & Quah Tee Peng Teh Peng Peng, Teh Kiak Seng and Teh Theng Theng are siblings

Teh Peng Peng is a full time employee of Tambun Indah Group

Quah Tee Peng is the spouse of Teh Peng Peng
SPA dated 28.11.2012 for the sale of one unit of Straits Garden Condominium
RM704,010
(after 7% standard discount to employee)
Teh Eng Ghee & Teh Saw Eng Teh Eng Ghee, Teh Kiak Seng, Teh Theng Theng & Teh Peng Peng are siblings

Teh Saw Eng is the spouse of Teh Eng Ghee
SPA dated 28.11.2012 for the sale of one unit of Straits Garden Condominium
RM737,000
Ooi Yen Hwa Ooi Yen Hwa is the spouse of Teh Kiak Seng SPA dated 18.10.2012 for the sale of one unit of Straits Garden Studio / Executive Suite
RM427,000
Teh Eng Guan Teh Eng Ghee, Teh Kiak Seng, Teh Theng Theng, Teh Peng Peng & Teh Eng Guan are siblings SPA dated 28.11.2012 for the sale of one unit of Straits Garden Studio / Executive Suite
RM328,000
Wong Kar Wai Wong Kar Wai is the Brother-in-Law of Teh Kiak Seng SPA dated 18.10.2012 for the sale of one unit of Straits Garden Studio / Executive Suite
RM336,000
Chin Heong (K.L.) Sdn. Bhd. Teh Eng Hooi and Poh Leong Aun are deemed interested in Chin Heong (K.L.) Sdn. Bhd. pursuant to Section 6A of the Companies Act, 1965

Poh Leong Aun is the spouse Teh Eng Hooi

Teh Eng Hooi, Teh Eng Ghee, Teh Kiak Seng, Teh Theng Theng, Teh Peng Peng & Teh Eng Guan are siblings
SPA dated 18.10.2012 for the sale of one unit of Straits Garden Studio / Executive Suite
RM332,000
Tongee (K.L.) Sdn. Bhd. Teh Eng Hooi and Poh Leong Aun are deemed interested in Tongee (K.L.) Sdn. Bhd. pursuant to Section 6A of the Companies Act, 1965

Poh Leong Aun is the spouse Teh Eng Hooi

Teh Eng Hooi, Teh Eng Ghee, Teh Kiak Seng, Teh Theng Theng, Teh Peng Peng & Teh Eng Guan are siblings
SPA dated 16.01.2013 for the sale of one unit of Straits Garden Condominium
RM735,000
Teh Ching Ching Teh Ching Ching, Teh Eng Hooi, Teh Eng Ghee, Teh Kiak Seng, Teh Theng Theng, Teh Peng Peng & Teh Eng Guan are siblings SPA dated 15.01.2013 for the sale of one unit of Straits Garden Studio / Executive Suite
RM426,000

The SPAs entered between Premcourt and the related parties were in accordance with the standard SPA to be entered with any 3rd party for normal purchases of properties under construction.

The sales consideration are based on developer’s selling price and will be satisfied by housing loan to be secured by the related party(ies) from financial instituition(s). However, standard discount of 7% were given to Teh Kiak Seng, Teh Theng Theng and Teh Peng Peng who are full time employees of the Group. The said discount is also applicable to all directors and employees of Tambun Indah Group.

The time for delivery of vacant possession is 36 months for condominium units and 42 months for Studio / Executive Suite units and these are the standard terms offered to the public.

EFFECT OF THE TRANSACTIONS
The RPTs do not have any effect on the issued and paid-up share capital of the Company and substantial shareholders’ shareholdings of Tambun Indah for the financial year ended 31 December 2012 and financial year ending 31 December 2013 and are not expected to have any material effect on the net assets per share, earnings per share and gearing of Tambun Indah for financial year ended 31 December 2012 and financial year ending 31 December 2013.

APPROVALS REQUIRED
The RPTs are not subject to the approval of the shareholders of Tambun Indah or the relevant government authorities.

DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTEREST
Save as disclosed above, none of the other Directors and/or major shareholders of Tambun Indah and/or persons connected with them have any interest, direct or indirect, in the RPT.

AUDIT COMMITTEE STATEMENT AND DIRECTORS’ STATEMENT
The RPTs were carried out in the ordinary course of business of the Group as property developer and under normal commercial terms and conditions not more favourable than those generally available to the public. The discount of 7% given to the Teh Kiak Seng and Teh Theng Theng, both Directors of the Company is also applicable to all directors and employees of the Group.

Based on the aforementioned basis, the Audit Committee of Company is of the view that the RPTs are in the best interest of the Group, are fair, reasonable and on normal commercial terms and are not detrimental to the interest of the minority shareholders of the Company.

The Board, save and except for the interested directors, having considered the rationale of the RPTs is of the opinion that the RPTs are fair and reasonable and is not detrimental to the interest of the minority shareholders of the Company.

HIGHEST PERCENTAGE RATIO APPLICABLE
The highest percentage ratio applicable pursuant to Paragraph 10.02(g) of the Main Market Listing Requirements of Bursa Securities is 3.85%.

DOCUMENTS AVAILABLE FOR INSPECTION
The SPAs are available for inspection at the registered office of Tambun Indah at 51-21-A, Menara BHL Bank, Jalan Sultan Ahmad Shah, 10050 Penang during normal business hours on Mondays to Fridays (except public holidays) for a period of 3 months from the date of this announcement.


This announcement is dated 04 April 2013.